The Heart of Gallifrey
by Krem
Summary: The Doctor takes a trip to antebellum Cybertron and makes a startling discovery connecting their ancient pasts...
1. What?

**Apparently, no one's ever done a **_**Doctor Who**_**/**_**Transformers**_** crossover. Well, here's one for you. This takes place in between "Journey's End" and "The Next Doctor" for **_**Doctor Who**_** and before the first Transformers movie and the start of the Great War for the live-action **_**Transformers**_** movie series. Enjoy!**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

The Doctor took one final look at Donna through the window. She was on her phone, talking to one of her old friends from before she'd met him. She didn't even see him standing in the doorway of the TARDIS; she was too content on whatever it was that Narys did last night. The Doctor closed the door, walked to the seat at the control panel, and wept silently, a single tear falling down his cheek. Donna had turned into such a better person than she was before. But that person was gone now; she would never remember anything. Donna was gone, lost, and it was his fault. He could never see her again.

* * *

After what seemed like days, he finally managed to regain his composure, and reach to the control panel. He needed to go someplace far from Earth, where nothing could remind him of Donna or any of the other human companions he had lost. He punched in coordinates for a system on the far edge of the galaxy, millennia ago, leaving the specifics mainly up to the TARDIS. "_Allons-y_," the Doctor smiled weakly, pushing the ignition button. He was off.

CLUNK!

The TARDIS complained, jerking about as she always did. "All right, all right!" the Doctor retorted, frantically reaching across the access panel for the stabilizer controls. After a few cranks of the knob, she leveled off to a slow rumble and her whooshing resumed its regular pattern. "Don't make me break out the sledgehammer again, old girl," he warned. As if in response, the TARDIS came to a complete stop; obviously she had reached her destination. The Doctor looked at the monitor to be certain he wasn't going to be stepping off a cliff (which had happened before). No, no cliffs here, just a big, metal field. "A _metal_ field? No," he doubted, "that can't be right." He tapped the screen to be certain it was working properly. "Nope, it's definitely a cobalt-iron alloy. Well, this should be an adventure for both of us, Don-"

Oh. He forgot.

The Doctor tried to shake away the loss and take up his usual sense of adventure. It wasn't working quite well, though. He scanned for life-forms: nothing for miles. After a moment, he took a deep breath, and stepped outside. "One small step for Doctor, one-"

PSHOO!

"Whoa!" he screamed, as a laser beam just barely missed him and the ground a few feet away, where it hit, burst into flames. But then, out of the blaze stepped the biggest robot the Doctor had ever seen.

"What?"

* * *

**And the classic "What?" followed by the beloved **_**Doctor Who**_** theme:**

**Neeeeeoooooo dundadun dundadun dundadun dundadun dundadun dundadun dundadun…**

**Ooeeooo… Weeoo-oooooh… Doo-dee-doo-doodoo**

**DAVID TENNANT**

**PETER CULLEN**

**HUGO WEAVING**

_**DOCTOR WHO**_

"**THE HEART OF GALLIFREY"**

**WRITTEN BY KREMZEEK**


	2. Cybertron

**Okay, so we've been in the Doctor's mind, now it's time to enter the mind of a Transformer for a little while. Who will it be? Optimus? Megatron? Bumblebee? Starscream? Nope…**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

Brawl trudged on through the Rust Sea, bored out of his mind. Why couldn't he have a more interesting assignment, like Barricade? "Scout the territory," Prime had ordered, "and see if there's any sign of civilization." Brawl checked his scanners.

Did rust count as a civilization?

He doubted it.

Unexpectedly, his transmitter beeped. Who could this possibly be?

"Brawl here," he answered, transforming to robot mode for no real reason other than to do something new.

"How ya doin', Brawl?" replied a voice that had to have been Ironhide's. "Find any aliens yet?"

"Don't start with me, Ironhide."

"Calm down, you big lug; Prime just wanted me to check up on your progress. I can see you haven't found anything."

"Yes. Now kindly get off the comm."

"Fine, fine," Ironhide responded, "see you later, Brawl.

"That is, if you ever make it back… _alive_."

"Wait, what do you mean if I-?"

Ironhide proudly switched off his communicator.

"Figures," Brawl complained. Ironhide was probably just messing with him anyway. Aliens. _Sure_. Brawl would've bet his rear axle that aliens were just a myth.

Then, from out of nowhere, a small, blue box materialized not far from where Brawl was standing. A few moments later, an even smaller fleshy-looking creature emerged on its far side.

Apparently, Brawl needed a new rear axle.

Not sure of what protocol required of him, he shot at the creature. It ducked, but didn't run, a possible sign of intelligence (or extreme stupidity). Brawl approached the tiny being, which still didn't move. He decided to attempt to make contact. Unsure of whether or not it spoke Cybertronian, he slowly and loudly inquired, "WHO? ARE? YOU?"

* * *

"WHO ARE YOU?" the metal monster queried menacingly.

"I," he answered calmly, "am the Doctor. And who, may I ask, are you?" It seemed taken aback by the Doctor's faculty of speech, unless, of course, it was unaware of telepathic translation technology like that which the TARDIS used.

"I am Brawl," came back its answer, still loud but not as much so as before. Its head was about as big as the Doctor; so scale-wise, it was probably speaking at a normal volume. "I'm here searching for civilization or alien activity or anything else alive that might interfere with Megatron's plans for this desolate region."

"Well," the Doctor responded, "I'd say you've found something worth reporting."

* * *

"Remarkable," Ratchet exclaimed.

"Who, me?" the Doctor asked playfully.

"Sentience existing without the aid of technology," the large, yellow-green medic marveled again, "It's incredible."

"Oh, I don't know about that," the Doctor answered, pulling out his trusty sonic screwdriver, "I've got this."

Suddenly, the smaller, fierce-looking, black robot, who had been introduced as Barricade, chief of police, morphed his right hand into a round, spiked throwing mace. "Drop the sonic device, creature!" he demanded, holding up his arm threateningly.

"The name," he corrected, "is Doctor. And this 'sonic device' is harmless. It's a screwdriver, nothing more." Barricade growled and reluctantly retracted his weapon.

"I take it, then, Ratchet," Barricade asked, "that this 'Doctor' is harmless?"

"Mostly harmless, yes. I don't believe he's much of a danger to anyone here. You may take him in for questioning." Barricade sneered evilly.

"Questioning, _not_ interrogation," snapped Ratchet, making certain that Barricade understood.

**

* * *

**

**In case I wasn't clear, this takes place** _**before**_** the Great War. Ironhide and Brawl are buddies. Trigger-happy buddies. I'm trying to be kind of a Geewunner with this story because Michael Bay isn't, so there are a lot of references to the 80's cartoon, such as Ironhide's speech pattern. Don't get too excited, though. This is still a movie-era fanfic. I'm writing it as though it could have and did happen before the films, without damaging the timeline. In other words, I'm not killing Optimus or anything of that sort that could conflict with the events of the movie.**


	3. Interrogation

**This is the part where I get to crack a **_**Robocop**_** joke…**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

It didn't seem as though Barricade actually understood the definition of questioning. "Why are you here?" he demanded. "Good question," the Doctor answered innocently, "Why am I here? Is there anything interesting going on in this sector? You're not being invaded, are you? Are there any little pepper pots rolling around screaming 'Exterminate' like there's no tomorrow? Or maybe some big Cyber-"

"SILENCE, FLESHLING!"

Immediately, the Doctor complied. He thought it best not to anger the 20-foot-tall alien Robocop.

"I will ask the questions, not you! Now, why have you come here?"

"Well," began the Doctor, "I'm not really-"

"Answer plainly," Barricade interrupted.

"Well, I was just passing by and-"

"What are you? Where did you come from? Are there more of you in or beyond the Rust Sea? How many are you?"

"In order: Time Lord, Gallifrey, I highly doubt it, one if I remember my arithmetic."

Barricade took a moment to compute these responses. He growled in annoyance, and then lifted his arm to his face, a light flashing on it. "Brawl," he spoke into the communicator, "have you anything else to report?"

Brawl must have gone back out to the Rust Sea. "Rust," came his response, "lots and lots of rust." Barricade angrily disengaged the link.

"Where," the Doctor asked, "is my TARDIS?"

"Your what?" Barricade inquired, obviously confused.

"TARDIS," explained the Doctor, "that's T-A-R-D-I-S; it stands for Time And Relative Dimension In Space."

Barricade stared blankly.

"The blue box," the Doctor affirmed, irritated.

"Oh," Barricade finally understood, "the alien machine?"

"Yes," the Doctor answered happily.

"The one with the hypothetical dimensional transcendence technology?"

"You say 'dimensional transcendence'; I say 'bigger-on-the-inside'..."

"And the primitive disguise mechanism?"

"It's a chameleon circuit," the Doctor corrected, "And for your information, I like it that way!"

Barricade didn't respond.

"Well," the Doctor asked, "where is it?"

"Confiscated," Barricade growled.

"Well, _un_-confiscate it! It's mine! It's my ship! I need it to get off of this boring planet where I have not once run thus far," the Doctor complained, annoyed that his beloved TARDIS had been stolen from him yet again.

"Not possible," Barricade replied instantly, "Lord Megatron wishes for it to be examined."

"Well, then," the Doctor quoted gleefully, "take me to your leader."

"One does not so easily seek an audience with the Lord High Protector of Cybertron, Fleshling."

"One does not so easily escape the wrath of a Time Lord, machine," the Doctor snapped back mockingly.

"But perhaps," Barricade snarled, "Optimus Prime would speak with you."

**

* * *

**

**So all the future Decepticons are more of the military or police type, where the Autobots are all politicians and civilians, with a few exceptions. And for those of you who need some help with big words, "hypothetical dimensional transcendence technology" means "theoretical let's-make-it-bigger-on-the-inside-than-it-is-on-the-outside technology." And don't worry about the Doctor's complaint about not running or being bored with Cybertron, he's not going anywhere anytime soon.**


	4. Council

**Now here comes the part you've all been waiting for: Optimus Prime's grand entrance! There are a few Generation 1 cameos in this part, so keep your eyes open.**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

The Doctor stood unpleasantly outside of the Chamber of the Ancients in Iacon, apparently the Cybertronian capitol building. He was waiting in line ahead of the strangest assortment of robots he had ever seen. One small machine named Wheelie had been speaking to him, but this one's words were extremely difficult to follow.

"I live right outside the Rust Sea," he complained, "but do they care about me? No, they just keep drilling further and further into the ground! That dreadful racket is making my head pound!"

The Doctor was beginning to tire of Wheelie's relentless rhyming. He was able to gather from Wheelie's complaints, however, that Brawl was scouting the Rust Sea to be certain that no one actually lived there who would be harmed by some drilling experiment.

"The Allspark is nothing but a fabrication," he insisted, "the only thing they'll find down there is desolation!"

"Wait," the Doctor asked, "what is the Allspark?"

"According to legend, it's the source of all life on Cybertron. But it vanished centuries ago; it's buried now, gone!"

Before the Doctor could inquire further, an old, scarred, teal automaton emerged from the building. "Doctor of Gallifrey," he called, "Prime will see you now."

"Ah," grinned the Doctor, "time for my appointment."

"I guess this is goodbye, my friend," Wheelie admitted, "I'll probably never see you again!"

The Doctor called back his thanks as he followed the old 'Bot inside. His eyes – or optical sensors or whatever – seemed fixed upon the Doctor.

"Yes," the Doctor acknowledged, "I'm an alien. Stop staring at me."

"Sorry," he answered, "you just remind me of the creatures I saved the time I fought the Draaknar goo monster on Gordon 6."

"You've fought a Draaknar?"

"Yeah," the robot replied, "I remember it like it was yesterday. It was dark and cloudy that day on Gordon 6, so dark you had to use motion sensors instead of optics. Do you know how bad the motion sensors they sell on Gordon 6 are?"

"No," the Doctor answered, "I've never been there."

"Good. Don't try to. The motion sensors work like slag, worse than slag, like slag melted down and used to wipe off a couple of waste disposal units. Anyway, the critters suddenly all started to scatter, and I knew the goo monster must be coming, but I couldn't see nor sense it anywhere. But, then, in an instant, it was on me. I mean, literally, it jumped off a tree branch right onto my cranial unit!" The Doctor was starting to get interested in the old bot's tale now. "Its acid was burning right through my exostructure so fast I was sure I was a goner. But, out of nowhere, something extraordinary happened."

"What happened?"

"Thousands of little droplets of some crazy liquid started falling from the sky. It was like nothing I've ever seen before, salvation pouring down from the heavens! Crazy, right?"

The Doctor couldn't believe his ears. Rain. It was rain. These robots had never seen rain. But what did he mean by all that nonsense about salvation? But then the Doctor realized that his guide was waiting for an answer.

"Oh," he replied, "no, not really. This sort of thing happens all the time on organic planets. It's called rain. It's a natural part of the ecosystem. Without it, we carbon-based creatures would all die."

"Weird," came the robot's reply.

"Do continue, though," the Doctor implored.

"Right, sorry. Well, the stuff… Uh, rain was like acid to the beast. It howled and screamed like there was no tomorrow and ran into the shelter of a nearby cave. I took my chance, placed some proton charges around, and blew the whole place to kingdom come. The little people on the planet all thanked me over and over again, and I left for Cybertron, and home."

"The end," the Doctor offered.

"Yup. Oh, uh, here we are," he realized, and led the Doctor into a huge room filled with mammoth chairs and a massive table. Upon the chairs sat more robots, the High Council of Elders, as he had been told. The robots were discussing something, but were too far away to be heard or to acknowledge the presence of their visitor.

"I wish you the best of luck. Oh, and," he lowered his voice to the tone of a whisper, "you see that big red guy with the wings on his back?" The Doctor looked where his guide was pointing, and nodded. "That's Rodimus; he's a softy. If you plead your case well, he'll be on your side."

"Thank you, uh…" the Doctor stumbled, realizing that he had never asked the robot's name.

"Oh, my name's Kup."

"Thank you, Kup."

As the Doctor approached the table, a silver, gold, and blue robot with a crimson visor serving as his eyes saw him and rose from his seat.

"Councilors," it announced, in a deep, horse voice, "the Doctor has arrived."

All five mechanoids stood and approached him; the largest of them, a red and blue bot with what looked like windows on his chest, held his hand out in front of the Doctor, apparently intending him to walk onto it. The Doctor stepped forward and was instantly lifted up about twenty feet to the table. He stumbled out of the politician's hand, and watched as they all silently seated themselves again.

"Salutations, Doctor," the red mechanoid welcomed. "I am Optimus Prime, the head of this council."

"And I," the one who had spoken first continued, "am Soundwave."

Rodimus also introduced himself, followed by a bulky, purple machine with only a small, yellow eye for his face. "I," it stated blankly, its eye pulsating in tune with its speech, "am Shockwave, scientist."

Finally, a caped, bearded old mech' introduced himself as Alpha Trion.

"Introductions aside," announced Shockwave, "you are here to protest against Lord Megatron's search for the Allspark, are you not?"

"Ahh… no," the Doctor answered, apparently confusing the councilor, who proceeded, in a very mechanical tone, to assess the situation.

"Observation: You were found in the Rust Sea; not 4.375 parsecs from the sector in which the Allspark-seeking drill was posted. Conclusion: You have something to say regarding the-"

"Please, Shockwave," an irritated Soundwave interrupted, "stop speaking in that manner." Shockwave appeared taken aback by his usually stoic comrade's exasperated burst of emotion.

"Have you blown a diode?" he asked, confused.

"Now, now," Alpha Trion interrupted, "that's quite enough. Doctor, tell us, what is it that you want from us?"

"Nothing from you," he answered, partially directing his pleas to Rodimus, "I just want someone called Megatron to return my ship. He 'confiscated' it and now I'm trapped here where I most certainly do not belong."

"Megatron?" Optimus asked. "This time he's gone too far."

"Optimus," Rodimus chimed in, "why do we let Megatron push us around like this? He's been defying the authority of this council for far too long in the name of 'planetary security.' I highly doubt this creature's little space box is of any danger to any of us."

"Actually," the Doctor corrected, "it could destroy you all. That's why I need it back. If he tries to dissect the TARDIS, he could rip open the very fabric of reality itself."

Soundwave and Shockwave exchanged glances that could have been worried or, for all he knew, they could have been evil grins. Since neither had a true face, the Doctor couldn't tell.

"Then," Soundwave announced, "We have little time to lose."

"Come," Shockwave ordered, "I believe I know where Megatron has taken your vessel."

"And where," Optimus demanded, "is that?"

"Scalpel's laboratory…"

**

* * *

**

First off, Wheelie's rhyming speech pattern was a pain in the skidplate to write, so don't go telling me "he doesn't rhyme in the movie." He lost the rhyme when he joined up with the Decepticons. Let's just say Frenzy's not a poetry enthusiast… And Kup also makes a guest appearance! The Draaknar goo monster is my creation, but I almost used a _**Doctor Who**_** creature. Too bad there isn't one that's allergic to rainwater! The whole thing with the Allspark is that Megatron's drilling in the Rust Sea (near Wheelie's house) because that's where the legends say it's buried. We'll find out later **_**why**_** it was buried, though I didn't know the reason when I wrote this scene! Finally, the Council: Rodimus is said to have wings. Those are the yellow things that were behind his shoulders in **_**Generation 1**_**; they formed his car spoiler, I think. Alpha Trion is to look like Vector Prime (I wanted to include him, but I needed an odd number and seven seemed like too many) but in Alpha Trion colors. Apparently, there was some toy of this in Japan, which is where I got the idea. Shockwave and Soundwave are in the Council because I wanted some Decepticons and they seemed to me the most "logical" of the bunch. The fact that both their names end in "wave" is just a random coincidence. I have sketches of Optimus and Shockwave's Cybertronian designs, but I haven't posted them online anywhere yet. (I need to color them first.) Next up: the Doctor meets the doctor! (Heh heh… wordplay…)**


	5. The Key

**And now, meet Megatron. (Along with Tweedledum and Tweedledumber.)**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

Megatron stared at the alien ship. It was a small, blue box covered with strange, alien symbols. It didn't look powerful. But, then, if Megatron had learned anything in his function, it was that there was more than meets the optic to everything in this universe.

He turned his attention to the Mini-Con standing before the TARDIS, as Barricade had informed him the vessel was called. Megatron watched as Scalpel, a six-legged creature no larger than his optical sensor, examined the primitive lock that secured the door of the TARDIS.

"No good," he groaned in his thick accent, "I cannot pick the lock! It is far more intricate than it appears to be." Megatron grabbed the little scientist by the head, being careful not to crush his exostructure, and lifted him up to optic level.

"You listen to me, insect. I want the power that vessel holds. And if do not have it within one megacycle, I will rip you limb from limb – all _eight_ of them. Understood?"

"I-I-I could get it open with a special quantum-key," Scalpel stuttered in reply, "but only the pilot has one that would fit the lock!"

Megatron released Scalpel and thought for a moment as the scientist plummeted to the ground screaming. "A special quantum-key," Scalpel had said.

"What about the Key to Vector Sigma?" Megatron asked.

"No, that wouldn't-" Scalpel stopped mid-sentence. "Or… Hmm…"

Megatron waited as Scalpel mumbled incoherently to no one in particular. "Hrmnn, if the hyper-dynamic thermopylator can remotely react properly with the flux capacitor, allowing the transforming cog to reposition itself to fit the lock, then perhaps the Vector Sigma Key could-"

"WILL IT WORK OR WON'T IT?" Megatron demanded impatiently.

"Yes, I believe it would," Scalpel replied, a smug grin on his bug-like face. "However, the problem is not whether or not the Key will form itself to the shape of the lock, but getting the Key in the first place. It lies in one of the most heavily guarded museums in all of Cybertron!"

"Leave that," Megatron answered, "to me…"

* * *

Skids held out his deformed right hand to his twin brother, Mudflap. Mudflap took it in his equally deformed left hand, and promptly declared war. Skids gave out a savage war cry as his thumb flailed back and forth, dodging that of his twin. Without warning, he struck out, pinning Mudflap's thumb beneath his. Mudflap squirmed in vain as Skids counted out three long, glorious kliks. Then it was over, and Skids proudly proclaimed his four hundred and seventy-sixth straight victory that day. Mudflap moped for a moment, but soon demanded a rematch.

"Oh, you want some more o' this? Come on! I'll rip that thumb off so fast you never gonna feel it!" Skids threatened.

"I ain't a-scared o' that!" Mudflap replied. "Bring it! I beat you this time!"

"What?" Skids couldn't believe this dimwit actually thought he could take him. "Not on my watch!"

"Don't think I's gonna hold back, cuz I isn't!"

"You said that last time, stupid-head!"

"Stupid-head? That's it! It's on!"

But just as Mudflap was about to _tackle_ him (which Skids was pretty sure was a thumb war foul), a big, ugly, silver, pointy dude approached the doors of the museum the pair was posted outside of.

"Yo, ugly!" Skids yelled to him.

"UGLY?" Mudflap screamed. "We twins, you stupid genius!"

"Not you, him!" he answered. "Look, brotha, this place closed twelve cycles ago! You done missed yo' chance to see anything."

"I beg your pardon?" the ugly boy asked, his CPU obviously too small to comprehend what Skids had just said in plain Cybertronian.

"He said," Mudflap lisped, "the museum's closed. You can't go in no more today. Come back tomorrow. We open at 8."

"No, stupid, we open at 10!"

"Stop calling me that!"

"EXCUSE ME!" spiky interrupted again.

"What yo' problem, dude?" Skids complained. Did he have to spell it out for the freak? "We CLOSED! K-L-O-Z… uh… T! KLOZT!"

"That ain't how it's spelled!" Mudflap protested. "There's a D… somewhere. And a E."

"Would you shut yo' stupid face and lemme handle this?"

"Skids, we got the SAME FACE!"

"IF I MIGHT INTERRUPT?" the beast demanded yet again.

"No you mightn't!" Skids griped.

"That ain't a real word!"

"Yeah, it is! Look it up!"

"You know I can't read!" Mudflap whined.

"You shut up! And you," he turned to the freak, "get outta here 'fore I call the po-po!"

"The WHAT?" the monster growled.

"The POLICE!" Mudflap translated.

"But with two 'po's' and no 'lice.' PO-PO!"

The big one roared and grabbed poor Skids by the head, bringing him up optic level. "Listen, you iron-brained idiot! I am MEGATRON, LORD HIGH PROTECTOR of Cybertron!"

"And I's SKIDS, the NIGHT GUARD! And you's manhandlin' me!"

"And we's not gonna let you in," Mudflap chimed, "unless you's got-"

"A security pass?" Megatron asked, holding up said permit. Skids scanned it, and nodded as best he could with his head still held firmly by the Lord High Whatever. "It's all good. Let him in, Mudflap."

Mudflap opened the door and Megatron released Skids's head, causing him to fall and land on his brother's face. They clumsily got up and closed the door behind the still-fuming Megatron.

With that done, they continued their thumb war.

* * *

Megatron finally walked through the doors of the Stellar Galleries. That had taken far too long. Once the doors had closed behind him, he heard the pair of thick-bolted morons continue their foolish antics. They may have been idiots, but they were still fairly decent sentries.

Megatron was interrupted in his thoughts when he saw the Key to Vector Sigma. It was in its display case, untouched by any Transformer's hands for the past five million years since its discovery. Because the location of the legendary Vector Sigma supercomputer was still a mystery, the Key was naught but a useless artifact.

Megatron morphed his hand into a chain mace, and – being careful not to harm the Key – smashed the console controlling the forcefield that kept him from his prize. As the plasma shield disintegrated, an alarm blared through the museum. Ignoring it, Megatron grabbed the Key, transformed to jet mode, and blasted through the roof, much to the night guards' horror.

Soon the power of the TARDIS would be his…

**

* * *

**

Aren't they just so wonderfully stupid? That had to have been the most fun I've had writing this story yet. There were also a couple of

_**Night at the Museum**_** references, like the "manhandling" part. The Key to Vector Sigma is quite well known among Transfans, I hope. But for all you **_**Doctor Who**_** people, it's a big gold key to a big gold disco ball somewhere in the core of Cybertron. The disco ball, Vector Sigma, can give life to any machine, in a fashion similar to the Allspark. But Vector Sigma is sentient, so his creatures are usually quite rational, as opposed to the little monster freaks created by the Allspark.**


	6. Transformed

**All of what just happened with Megatron took place before and during the Doctor's meeting with the Council. I just wanted to clear that up in case anybody got confused about time passage. Now we'll see some more secrets revealed. Remember; the Doctor hasn't seen anyone transform yet…**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

The Doctor had to run to keep up with the Cybertronian Councilors (it wasn't quite as thrilling without something chasing him). Though the robots were barely above a walking pace, their legs were about five to ten feet long, so the Doctor had a lot to make up for.

"Doctor?" Shockwave asked, "Precisely what function does this machine of yours serve? It does not appear logical for a character such as yourself to possess a weapon of such power as you described."

"Indeed," Alpha Trion agreed. "You said it was your ship, but what ship destroys the universe when it self-destructs?"

"What exactly is this TARDIS?" added Soundwave.

Before he could answer, they arrived at the doors to the building.

"Hold that thought," Rodimus interrupted. He nodded at Soundwave, whose chest began to glow a bright blue.

"You may want to deactivate your audio receptors," Optimus advised. The Doctor grinned, amused by the robotic speech pattern, and covered his ears. A great burst of sound discharged from Soundwave's chest, silencing the multitude of unhappy citizens that blocked their path. The Doctor was relieved to be _behind_ Soundwave. In a moment, the crowd made way for its leaders and the blare died down.

"We will hold no more audiences today," Alpha Trion announced as they passed uneasily through the restless horde. Several angry voices broke out amongst the crowd, adding to the tenseness of the situation.

"What about me?"

"You? I've been here all day!"

"Hey, we got problems, ya know!"

"Rich snobs!"

"Wealthy bureaucrats!"

"Bet ya eat well, too!"

"Hun-Gurrr's hungry!"

"I ain't seen nobody doing anything about the energy crisis!"

"Stop chasing ghosts and start lookin' for a _real_ solution!"

"There is no Allspark, you stupid dreamers!"

"Drill for oil, not the Allspark! DRILL FOR OIL, NOT THE ALLSPARK!"

It was clear this planet had a lot of problems. One of them might be a corrupt government, from the looks of these protesters. Was the Doctor on the wrong side of this revolution-in-progress?

"Calm yourselves, all of you!" Soundwave bellowed. "This is a class five emergency. We have a code mauve situation. Return to your homes. You will be notified when all is well once more." The crowd seemed to calm down a bit, and dispersed as the six reached the road.

What was to happen next, the Doctor never could have imagined in his wildest dreams. All five of the councilors began to alter their mechanical forms. In a flurry of twists and turns, shifts and pivots, pumping pistons and grinding gears, each one became a whole new machine. The Doctor stared; he couldn't help it. He couldn't believe his eyes. There was only one possible explanation.

These were _Transformers_.

He'd heard of them. A word or two had reached his ears from the various extraterrestrial hideouts he'd visited on Earth and beyond. But he never thought he'd meet one, let alone stumble upon their home planet.

This trip was getting interesting.

Shockwave was now a tank, Rodimus a hovercraft, Soundwave and Alpha Trion jets, and Optimus Prime an armored truck with cannons. But these were nothing like Earth vehicles, no; these transports seemed… alive. Soundwave and Shockwave's heads were still visible, Rodimus and Optimus had eyes resembling windows, and Alpha Trion's frontal section was able to move on a neck-like joint.

A door-like panel opened on the side of Optimus, revealing his head hidden behind the vehicular eyes. His head shifted to the right, and something like a chair formed out of the panels and other components beside it. "Here," he offered, "sit down. We'll get there much faster if we don't have to wait up for you, small one."

"I'm not small!" the Doctor protested as he climbed aboard. "You're big!"

"All right," asked Rodimus, ignoring them, "where's this lab?"

"Follow me," Shockwave commanded, and led the way.

* * *

"Will it work?" Megatron demanded for the third time. He had gone through a lot of trouble to steal that Key, and he'd be very angry with Scalpel if it all turned out to be for nothing.

"We'll know in a moment," Scalpel announced.

As Scalpel held the Key to Vector Sigma up to the door of the TARDIS, it began to glow. "It's heating up," said Scalpel. As he grew closer to the lock, it glowed more brightly, and Scalpel started passing it back and forth between his hands. "Zoops!" he yelped, "Hot! Hot! Hot!"

"Hold it still, you fool!" Megatron bellowed. If Scalpel dropped that Key, it might be damaged. "Forget the heat, if that Key is harmed, I'll squash you like the insect you are!" With that, Scalpel held the Key firmly in his right hand, whimpering slightly, from both fear and pain.

Slowly, the Key formed itself to fit the lock, and Scalpel inserted it, letting go the instant he turned it. Then, the Key to Vector Sigma returned to its normal, non-luminous state.

"You have done well, Scalpel." He noticed the burns on the Mini-Con's hands. "Go, repair yourself. Leave me to my business." Scalpel bowed and scurried away to his medical table to replace his seared palms.

Megatron knelt down to the TARDIS and reached for the door, careful not to touch the still-warm Key. He pushed open the door.

What he saw amazed him.

Inside this little blue box was an enormous control room, big enough for Megatron to stand up in. He reformed his exostructure until he was small enough to crawl through the doorway. Once inside, he mass-shifted back to his normal size, knelt down on the floor, and hooked himself up to the control console before him. At first, it rejected him, but after a bit of probing, he found a way past the machine's firewalls and hacked its database.

What he found astonished him yet again.

This wasn't just a ship that defied the laws of physics. No, it was so much more. It was a beloved friend, a loyal servant, a faithful companion.

This was a living creature. And it didn't like Megatron loose in its circuits. Frankly, he didn't care. The level of consciousness in this creature was minimal; it was an advanced machine, but a primitive animal. Soon, Megatron found what he was looking for: power. Raw energy flowed through the heart of this machine, almost as much as what was in the Allspark itself.

Megatron wanted that power. And what Megatron wanted, Megatron got.

He reached for the center of the control console and, after much exertion, pried it open. A bright, white light filled the room, and filled Megatron.

He could see everything. All that was, all that is, all that ever could be flooded his mind like a violent tempest.

It was more than he ever could have imagined. It was beautiful, horrible, wonderful, terrible, magnificent, appalling, glorious, reprehensible, overwhelming; infinite. In that stunned instant, Megatron saw all. He saw all of time. He saw every Transformer who would ever live, but he saw one in particular: one who had been for a long, long time.

"Yes," it hissed. "Now you see all that this universe has to offer. All you need do is take it."

It showed him who he would become, the monster that was his future self, and he embraced it. In that moment, Megatron found his purpose. He was to become the ruler of the universe.

And he would destroy all who stood in his way.

"The Primes…" the dark, sinister voice coaxed. "The Primes must perish…"

"Yes…" Megatron agreed. The Primes were the most powerful of all the Transformers. They were the oldest and wisest family on Cybertron, but now only two remained: Sentinel Prime and his heir, Optimus Prime. "Yes, my master…"

"Who are you, my pupil?" the voice asked, wanting so much more than a name. "What are you?"

"I am Megatron! I am Decepticon! My reign of terror begins NOW!"

With that, Megatron vowed to eradicate the Primes; he vowed to slay his father and brother.

"Yes…"

**

* * *

**

And so it begins. Megatron looked into the time vortex and saw… The Fallen. The Fallen showed him his future. Megatron saw his evil self, and in that realization of his destined evilness, he decided to turn evil ("wibbly-wobbly timey-wimey"). And, yes, Megatron technically is a Prime, but Prime is a title that is passed from father to son; only one Prime can be named in each generation. Optimus and Megatron are the sons of Sentinel Prime, who proclaimed Optimus the heir to his title. Megatron was never too happy about this, as he thought he should have been Prime ("Mega Prime," maybe?). Now Megatron will have his revenge… As far as the whole protest thing goes, Cybertron is running out of energy. Megatron's solution was to search for the Allspark and use it to replenish Cybertron, but not everyone agrees with him. At this point, the Allspark is still considered a myth by most. And look who had a really tiny cameo: Hun-Gurrr! And, yes, I spelled his name right!

**P.S. The final "Yes…" is The Fallen's line.**


	7. Decepticons Rising

**Now that I've gotten your hopes up for some dramatic Megatron-y evilness… Here are the doctors chattering away to smash them.**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

The Doctor rode awkwardly inside Optimus, sitting next to his head. Trying to start a conversation, he asked, "Who is this Scalpel fellow? The one with the lab?"

"He is a scientist, and a long-forgotten acquaintance of mine," answered Shockwave, his voice coming from some sort of communication device on the side of Optimus Prime's face. "I worked with him once, on a project of some importance, but he claimed all of the credit for himself."

"What sort of project?" the Doctor inquired.

"He created Energo-matter," Alpha Trion offered. "It's a sort of metal that can convert itself into energy to form tools and such."

"Or weapons, such as swords, axes, or shields," Shockwave added. "And _I_ was the one who discovered the matter-conversion equation. Scalpel simply exploited it for his own inventive purposes."

"But he and Megatron have something of a partnership," explained Soundwave.

"Scalpel is what you might call an… evil scientist," Rodimus cut in.

"Indeed," Shockwave agreed, contempt plain in his voice.

"When Megatron acquires or has need of some sort of advanced technology, he goes to Scalpel," Soundwave noted. "It is reasonably probable that he has already gained access to your TARDIS."

They approached a large building marked with Cybertronian lettering. If the TARDIS was still telepathically translating the text correctly, it read "Private laboratory of Dr. Scalpel, M. D. Do not enter unless invited."

"Not the friendliest fellow," the Doctor commented. "If he doesn't want uninvited visitors, how are we supposed to get in?"

"You read Cyberglyphics?" Rodimus asked, taken aback.

"Not exactly," he answered. "The TARDIS translates it for me. That's why we can understand each other right now; I'm speaking English, not Cybertronian. The TARDIS is inside your minds interpreting every word I say for you, and is doing the same for me as well."

"Remarkable technology," Shockwave marveled. "But, to answer your query, I still have the password to unlock the door." Shockwave and the others transformed, with the exception of Optimus, and Shockwave quickly relayed some instructions to Soundwave.

"All passengers please make your departure by way of the exit conveniently located on your left," Optimus joked, opening the panel to release the Doctor. The Doctor stepped out, and Optimus Prime converted back to robot mode.

Shockwave approached the entrance to the lab. He pressed a button on the door, and entered a code. A microphone deployed, and Soundwave stepped up and spoke into it with a disguised voice that must have been Scalpel's. "My name is Scalpel," he quoted, "and I say 'Open Sesame'!" Instantly, the door flew open.

"How original," the Doctor chuckled. It was likely that this was a very rough translation, and that they didn't have anything like sesame seeds or _Arabian Nights_ on Cybertron, but he was still amused, as Rodimus also seemed to be. Shockwave simply rolled his lone optic.

At least, the Doctor thought he did.

Then, the Doctor saw a shadow appear on the wall inside the lab. It was vast and insectoid, with six legs, two arms, huge round eyes, and antennae. "Who?" bellowed Scalpel, to whom the Doctor assumed the shadow must have belonged. "Who? Who invades my sanctuary?"

"Definitely not a pleasant fellow," the Doctor mumbled.

"Is he always like this?" asked Prime to Shockwave.

"Unfortunately," he replied, "yes."

But as Scalpel approached, his shadow grew smaller and smaller… and smaller. When he finally entered the Doctor's line of vision, the little scientist couldn't have been more than a foot tall. He still looked as grotesque as his silhouette had suggested, he was just… punier.

A _lot_ punier.

"You…" Scalpel realized as he saw Shockwave. "What are you doing back here? I thought I fired you _decades_ ago!"

"You have something of mine," the Doctor said, stepping forward with a new vigor (which probably came from the knowledge that his adversary was no bigger than a Chihuahua).

"What the slag is _that_ thing?" Scalpel asked, pointing disgustedly at the Doctor.

"Oi!" he protested, "I'm not a thing; you are!"

"Yes, you-" at this point, he broke into a series of incoherent mumbles almost like baby-talk, "Little organic thing!"

"Ooh," the Doctor mocked, taking on Scalpel's pseudo-German accent as best he could and muttering the same baby-ish sounds, "Little robotic thing!"

Scalpel broke out into what seemed like a spazz attack, waving his arms and babbling nonsense like a wild thing. "G-b-d-d-d- No more! I'm busy with a big blue- none of your business- just-just-but- GO AWAY! Get of here! Go on, SHOO! I have THINGS TO DO!"

"It's much of my business," the Doctor protested. That blue box is my ship! I can't go away until I get it back!"

"Fine! You can have the stupid box if you but get your fleshy mass out of my laboratory!"

"I'll hold you to that," the Doctor remarked, and strode past Scalpel into the lab. He didn't really know where he was going; he just knew he had to find the TARDIS before that ridiculous little runt of a robot realized what he'd just said.

"Wait! WAIT!" Scalpel shrieked upon realizing he'd been duped, "You cannot have the blue box! Lord Megatron is inside the blue box! He want that box! He kill me if he find out I say you can have it!"

"I DON'T CARE!" the Doctor answered, spying the TARDIS in a chamber below the overpass upon which he was walking. The door was open, and something inside was glowing suspiciously, which meant…

"No! I'm too late!" he screamed, running down the stairs twelve at a time (which wasn't too hard considering they were Scalpel-sized). "He's gained access to the heart of the TARDIS! It'll drive him mad with power!"

"I'm afraid that happened a long time ago," Optimus admitted solemnly.

Suddenly, a figure that must have been Megatron emerged from the TARDIS. Megatron was only about seven feet tall; short compared to the 35-foot Optimus Prime. But he was still fierce, menacing, and awe-inspiring all at once. Megatron's face, however, was the definition of horrific. He had devilish horns, sharp teeth, and blood-red eyes that, to the Doctor, clearly spelled out his intention: execution. Megatron transformed, and in doing so, at least quadrupled in size. He became a Cybertronic jet; a killing machine. Megatron shot towards the overpass still occupied by the council and smashed through it, pinning Optimus under a pile of rubble and throwing Alpha Trion and Rodimus to the ground. Megatron jetted back towards them and transformed into a robot mode even larger than Prime's.

He stood over Optimus and formed his hand into a chain mace as the Doctor watched, helpless, from the bottom of the stairwell. Megatron stared into Prime's optical sensors, ready for the kill. Prime looked at him, not in fear, not pleading for his life, not betrayed, but forlorn.

"I am sorry, my brother," he said, guilt clear in his voice. "I have failed you."

"No," Megatron growled in a low, harsh voice. "You have failed us all."

He raised his arm for the final blow, and the Doctor turned away; he couldn't bear to watch. Then, with a crash, the weapon fell upon him. The Doctor reluctantly looked up, expecting to see the smashed face of Optimus Prime.

Instead, he saw Rodimus standing in front of Optimus, his shield protecting him from the blow.

"Not today, Megatron," he hissed through clenched teeth, and unsheathed a lance. A moment later, Alpha Trion joined him, brandishing a powerful sword.

* * *

**Hey, Transfans, remember that line? I changed the name from Galvatron to Megatron for obvious reasons. _TF:TM_ yeah!**

* * *

Megatron looked up to Soundwave and Shockwave, still standing on what was left of the bridge. They hadn't moved since Megatron's attack. They weren't petrified; they just seemed overly passive about it.

"Shall you betray your race as well?" he asked.

They turned to each other, nodded, and leapt down.

"We are yours to command, Lord Megatron," Shockwave proclaimed, kneeling before Cybertron's former protector.

Very well…" Megatron replied. He held up his hand to Shockwave's chest as his eyes began to glow a bright white, the color of the TARDIS's core. A symbol appeared on Megatron's hand, a glowing red face almost as fiendish as his own. He touched Shockwave's torso, branding him with the insignia as Shockwave cried out in agony.

"Now," Megatron declared, "receive the sign of The Fallen and be Decepticon forevermore." As Shockwave recovered, he repeated the process with Soundwave, who did not retreat after seeing Shockwave's pained reaction.

The others could only watch in horror, paralyzed by betrayal, as Megatron took the TARDIS in his arm, unfolded his wings from his back, leapt up, and smashed through the ceiling (much to Scalpel's dismay). He turned back to the remaining members of the Council as Soundwave transformed and flew through the hole to join his new master.

"The Primes have ruled Cybertron long enough. Now, it must end. I, Megatron, shall achieve a peace that neither you nor Sentinel could ever hope for. Peace through tyranny, if that is what I must do. But first," he sneered, his optics fixed on Optimus, "the last of the Primes must be… eliminated." And with that, Megatron disappeared into the distance, Soundwave following him. "To the Forum of Enlightenment!" he commanded, and Shockwave, incapable of flight, transformed into his tank mode and blasted through the wall, following on the ground.

"NOOOO!" screamed Optimus, breaking out from under the pile of rubble that had trapped him. Obviously, whatever Megatron had just said, it wasn't good. Alpha Trion and Rodimus quickly crowded around him, trying to help him up.

"Optimus, you're injured," Alpha Trion protested, "We must take you to Ratchet."

"Summon the armed forces," Optimus ordered, ignoring them. "We have to protect the Sages!"

"I fear the armed forces will sympathize with Megatron," Alpha Trion sighed.

Something was going on, something that the Doctor didn't understand, and he wanted to know what. Now, however, was not the time for such questions. Whatever was happening, it was an emergency.

"The royal guard, then! The Crisis Intervention Accord! Just get me some kind of backup; I'm going after him!"

"No, you're not," Alpha Trion argued. He grabbed a pistol off of one of Scalpel's remaining lab stations, and blasted Optimus with it. "Not unless it's to Ratchet." Optimus shorted out and fell to the ground.

"I am sorry," Alpha Trion apologized as he approached his paralyzed leader, "But you gave me no choice.

"Rodimus," he turned his attention to the younger bot, "Get the militia out to the Forum. If they side with Megatron, then get the royal guard as Optimus said. We must protect Sentinel at any cost. And warn Gravitas. He'll get Sentinel Prime to safety; I'm sure."

"Yes, sir." Rodimus bowed, transformed, and glided up to the Doctor. "Care to join me?" he asked, forming a seat for his friend.

"Don't mind if I do," the Doctor answered as he hopped aboard. "Along the way, though, I'd like to be filled in on what in the universe is going on here."

"I'll do my best," Rodimus answered. "But first, I have to contact Grimlock. He's one of the top generals in charge of the military forces here in Iacon."

**

* * *

**

So Megatron's off with the waves to go commit patricide and Alpha Trion blasted an emotionally unstable Optimus with an EMP. Things are getting good. Also, here's a good explanation for why Megatron doesn't have a Decepticon insignia or a "sign of The Fallen," as I've officially unofficially named it: Who's gonna be stupid enough to brand himself? Not Megs. Next up: Grimlock and the Elders!


	8. Revolution

**Okay, I know I promised you Sages, but you all know how stories are: You want them to do one thing and they do another! So, there will be no Sages. You do still get Grimlock (But probably not the way you expected…) **

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter ****has**** been updated.**

* * *

Megatron soared through the air at a blinding speed, barely able to see where he was going. It didn't matter; he knew the way. His plan would work, he was sure, but only if he wasn't outgunned by the Sages.

Pfft, it would work.

But just to be sure… "Soundwave," he commanded, "transform to satellite mode." Megatron slowed to allow Soundwave's less agile satellite configuration keep pace with him. "Open a channel to the entire world. I want this message to be heard through every auditory receptor on the planet!"

Soundwave shifted some of his dishes around and deployed various antennae to boost the signal, and, a few moments later, nodded to show that the channel was open.

"This is Megatron," he boomed, his voice reverberating everywhere. "And I send this message to all who are not satisfied with the leadership of the Primes and the High Council."

With this, Megatron heard various chattering below; obviously he had already struck a chord in his audience. "As many of you have seen," he continued, "Optimus has done nothing to support those of you in the most desperate need of energon. I, in contrast, now have absolute, undeniable verification of the Allspark's existence and can unearth it within less than a megacycle."

A few gasps of disbelief reached his audio receptors, but not as many as there were I-told-you-sos. "The Allspark Cube, as most of you are aware, is an inexhaustible source of energon. With its power, we can remove the Primes, the Council, and the Sages from office and begin anew."

At this point, the audience understood where Megatron was going, and they seemed to like it. "I invite you to join me in new revolution, a rebellion against the treachery and narcissism of the Primes. The time for us to strike is now! Join me and my Decepticons in a supreme victory as we lead Cybertron into a new, golden age of opulence and prosperity!"

At this, cries of agreement rose up from the crowd, and Megatron began again, raising his voice above the cheers of the multitude. "Join me and rid this planet of the stench of the Primes forevermore! Death shall come to all who oppose us! For Cybertron and for your offspring! For the future of our race and for us all! DEATH TO THE PRIMES!"

"DEATH TO THE PRIMES!" the mob cheered back.

"DEATH TO THE SAGES!" he continued.

"DEATH TO THE SAGES!" echoed the throng of voices.

"DEATH TO _ALL _WHO OPPOSE US!"

This was apparently too much for the feeble minds that made up such a mob, as only a surge of indistinguishable cheers, shouts, and roars returned the proclamation. All in all, however, Megatron seemed to have rallied far more Transformers than he had expected. His plan was working beautifully.

* * *

Rodimus zoomed across the landscape at a pace that seemed to frighten his passenger. Right now, he couldn't worry about the Doctor; he may have been a part of all this, but Rodimus had work to do. He opened a channel to the leader of the Militia.

"Grimlock?" he asked.

"Me here," Grimlock answered. "What you want, Rodimus?"

Ah, he'd forgotten about the general's… _odd_ speech pattern. "Grimlock, we have a serious emergency developing. Megatron's trying to attack the Forum of Enlightenment, as I'm sure you've heard." Grimlock grunted in acknowledgement, and Rodimus continued. "Well, they could use a little… defense!" he blurted out, not knowing why Grimlock was taking this so lightly.

"Too late," came the reply. "Message received; vote taken; decision made; side chosen."

"What are you blabbering on about?" he demanded. Rodimus didn't speak Protoform.

"We _Decepticons_ now. Only twelve still loyal to idiots, and they arrested for high treason!"

"_What?_" Rodimus couldn't believe this. Grimlock may not have been the brightest bot, but he'd always been faithful to the Council.

"Now you be arrested. You and all of Council. You and all of Sages. All idiots! No more time for contemplation or mysticism. We _out_ if time! Cybertron need military leader now. Need Prime with clout! And if Primes not step up to plate, then maybe it time for new leadership. Megatron have Allspark; we all get energon! What Primes promise?"

"Uh… Well…"

"Hm. Me thought so. A word of advice, Rodimus: No go to Forum. If value your life, no go. All who there… die." With that Grimlock terminated the link.

"What now?" the Doctor asked. Rodimus ignored the question and contacted Prowl and Jazz; maybe he'd have better luck with them.

"Rodimus?" Prowl answered.

"Please tell me you and Jazz have good news," Rodimus begged the head of the royal guard.

"Sorry, Rod'," Jazz answered. "We just lost the entire police force and 'bout half the royal guard to the 'Cons. Only ones left are me, Prowl, Ironhide, Sideswipe, Brawn, and the Arcee sisters."

"Brilliant," Rodimus answered. "What about the Crisis Intervention Accord?"

"They're still loyal the the Council – or what's left of it," Prowl answered. "I've already sent them to the Forum of Enlightenment. We'll be joining them as soon as we get Elita-1 repaired."

"Repaired?" Rodimus asked. "What happened?"

"The police force attacked us, with Barricade and Flashfire leading the pack," Prowl explained. "The latter of the two went straight for the sisters, and dealt a great deal of damage to Elita-1."

"Great. Just great," he complained. "All right, just make sure Ratchet fixes her up quickly; he'll have another… less cooperative patient coming in shortly."

"Optimus Prime?" Jazz guessed.

"You got it," he answered. "Meanwhile, I'm taking our guest with me to the Forum of Enlightenment. Have Wheeljack alter his 'Autonomous Robotic Organism X' so that the Doctor can pilot it from within. It'll make a great suit of armor."

"Autonomous what?" the Doctor asked.

"Not now, Doctor!" Rodimus groaned. He didn't have time for this.

"Rodimus, what's going on? What is-?"

Rodimus tuned him out.

"Sure thing, Rodimus," Jazz replied. "…And it looks like Elita's all better now, so we'll be with you shortly."

"Good. One more thing," Rodimus wondered. "What's the status of Construction Crew DEV?"

**

* * *

**

**Well, the Decepticon army is starting to form itself. Those Grimlock lines somehow seemed familiar, though… Hmm… Oh, well. Grimlock's not gone for good, though; there'll be more of him later. I'm sure you were all happy to finally see Prowl in the movie era! Please remember that the term "Autobot" has not yet been coined, so the "Autonomous Robotic Organism X" referred to is a homage to Autobot X from the first episode of _G1_ season 2. And Flashfire is not an actual Transformer from any generation; she's a fan-bot created by bloodhawk268. Read more about her in _A New Threat_, a crossover between _Transformers_ and _Code Lyoko_. Now, one question remains: What's "Construction Crew DEV?"**


	9. Carnage

**What's Construction Team DEV? Remember, the Decepticons only just got a name, so certain subfactions don't yet have names. Can you say "Devastator?" OH, YEAH! You love me now, DON'T YOU?**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter ****has**** been updated.**

* * *

Scrapper looked up and saw Megatron flying overhead. "He's here," he called to his team. "Look sharp!" Mixmaster deployed his saws. "How sharp you want us?" he joked.

Scrapper simply bashed him on the head with his club. "A time and a place," he repeated for the five hundred and twelfth time that lunar cycle.

"Sorry."

Megatron landed next to the hole Rampage was currently working on, with Soundwave lingering behind him silently, holding a strange artifact.

"Well?" Scrapper asked his master. "Is it done?"

"Indeed," Megatron answered. "Have you found anything yet?"

"Nothing but dirt, rust, and rocks!" complained Long Haul, carrying a full load off to the dump site. "Keep the comments where they belong," Scrapper ordered, "in your head!" He turned his attention back to Megatron. "I apologize, master. They're not as… refined as we."

"What do you think I expected?" Megatron asked, not offended by the usual workforce folly. "I count only thirteen. Where are the others?"

"I wish I could say they were on break…" Scrapper sighed. "But, no. Hoist, Grapple, and Longarm have deserted us. They weren't quite as pleased with your declaration as we."

"And the gestalt?"

"Can still be formed," Scrapper answered. "But his intelligence will be lacking greatly without Grapple's genius forming his cranial unit. I've upgraded Mixmaster to extend further to form the full head."

"Hmm…" Megatron pondered, disappointed with the news.

"Might I ask," Scrapper began, "how do you intend to locate the Allspark within the next twelve cycles when we've been searching for decacycles with no result?"

"With," Megatron took a small, blue box out of Soundwave's possession, "this." Megatron's eyes glowed a bright white and the doors of the box flew open, shooting a similar beam of light out onto the Rust Sea. It settled on a large area not far from the dump site.

"There," he proclaimed.

Scrapper obeyed his tacit order without question. "Rampage," he called down into the chasm, "get out of there! We've found the spot!"

"Great news," came the reply. "But I can only bounce _so_ high!" Scrapper heard the sound of Rampage leaping into the air, but couldn't see him in the darkness below. He got the picture.

"Hightower, get him out of there!" Scrapper commanded.

Hightower transformed and lowered his claw into the abyss until it clanged against something. "I've struck energon!" he grinned as he began to raise the claw again. "No, wait; it's just Rampage."

"_Very_ funny…" Rampage called back, sarcasm dripping from his voice. Once out of the hole, Rampage released Hightower's claw, did a back-flip, and landed on the ground next to Scrapper, his lone jackhammer leg boring into the ground. "Where be the place?" he asked.

"It's a mystery," Tread and Trample joked in unison. "The weird alien glow is just for decoration."

"Oh," an embarrassed Rampage mumbled. He transformed into his mole drone configuration and began drilling.

"You realize, Lord Megatron," Scrapper chose his words carefully, "that if the Cube is not here, there will be thousands of angry citizens at your throat?"

"It is here," Megatron insisted. "I can feel it in my circuits." He closed his eyes, as if to see the Allspark with his mind. "It calls to me…"

"That's not weird at all…" Mixmaster mumbled, only to receive a spiteful look from Scrapper which quickly silenced him.

Megatron didn't seem to have heard, thank Primus. "Just a bit further…" he coaxed to no one in particular. His eyes were still closed and he seemed greatly pensive. Whatever that box had done to him, it must have given him some sort of sixth sense, a link to the Allspark.

Suddenly, a loud clunk interrupted Scrapper's thoughts.

"Yes…" Megatron smirked. "There you are…"

Scrapper knew Megatron was in too much of a trance to give orders, so he carried out the procedure of excavating the artifact from the depths of Cybertron. Well, he gave the orders to the other members of his crew, anyway.

"Scavenger, Demolishor, Scrapmetal, start digging out the Cube! Long Haul, Tread, Trample, you're on dirt removal! Mixmaster, mix up some acids to melt away the rust, but don't harm the Cube! Kickback, make use of that hammer and start bashing the dirt away from the left facet! No, my left! Bonecrusher, don't just stand there; help Kickback! Overload and Hightower, you too; work with Long Haul! C'mon! Put your backs into it! YOU CAN WORK FASTER THAN THAT! I WANNA HEAR YOUR GEARS CRANK!"

There was nothing like a team working together to get the job done. Everyone was working. All twelve of them.

"Yo, Scrap-head?" Bonecrusher yelled at him. Scrapper didn't like the name, but he'd given up on correcting Bonecrusher's derision years ago.

"Cut the chit-chat, Bone-brain! Work!"

"See, that's just it," he continued. "We're over here working our skidplates off while you're just standing there yelling. You know how much I hate being yelled at! Why don't _you_ help, huh?"

"And what," Scrapper asked him, "If I were injured on the job? Who would lead you then?"

"Don't get me excited."

"BACK TO WORK!"

The Allspark would be theirs in no time.

* * *

Optimus activated his optical sensors and looked around. This wasn't Scalpel's lab.

"Ohhhh…" he groaned as he sat up. He was lying down. Odd. "Wh-Where am I?"

"Easy, Optimus," Ratchet commanded. "You're still weak from the electromagnetic pulse. I've repaired most of your systems, so you're almost good to go. But I still need to-"

"EMP? What are you talking about?"

Then he remembered. Alpha Trion had tricked him! Megatron was after father! He had to stop him!

Without a word, Optimus leapt off the examination table, transformed, and drove off in the direction of the Forum.

"Wait!" called Ratchet from his workplace. "I still have to replace your radio transmitter! Ah, who am I kidding? GO GET 'EM, PRIME!"

Optimus zoomed past buildings, wildlife, and angry citizens, desperately trying to reach the Forum of Enlightenment before it was too late. Soon enough, the five Protectobots were following behind him, sirens blaring. He could hear Streetwise contacting him, telling him that they would offer their assistance. He almost wished he'd let Ratchet finish the repairs; at least then he could have answered, could have had them call for backup. Instead, he continued on, making sure they were close behind.

After about half a megacycle, the Forum of Enlightenment came into view. But something was very wrong. Optimus could see smoke rising from the building. As he came closer, he could see the devastation that had occurred. He could see the broken, twisted shells of the Sages and of those who had come to protect them sprawled across the courtyard.

"No," he moaned. "I'm too late."

He transformed and ran to the body of Gravitas, the wisest of the Sages. He held Gravitas's shattered corpse in his hands. Gravitas was still alive; he was sure of it. He could see the faintest flickering of light in his optics. He turned back to the Protectobots, who had also transformed to robot mode. They, too, were horrified at the sight before their optics.

"Medic!" he yelled to them.

At this, one of the five whom Prime had not yet been able to meet ran forward. "I'm a medic," he answered. "First Aid: that's my name and my profession."

Optimus gave Gravitas to First Aid, and continued on into the Forum. He ran through the halls and past the meditation chambers, desperately searching for any sign of Sentinel Prime.

What he found horrified him.

There was Sentinel, lying in pieces all across the Chamber of the Matrix Flame. His chest had been ripped open, his spark torn out. Liquid Energon covered the floor, still warm, still radiating with energy. His head lay at Optimus's feet, crushed almost beyond recognition.

"Father…" Optimus knelt down, and wept before the remains of the last of his ancestors. Megatron was now all he had, and he had betrayed his family.

"No…"

After a great deal of time had passed, he sensed the presence of another at the doorway. He felt the small, warm hand of the Doctor on his leg, as that was all he could reach.

"I know," he soothed. "I know what you're feeling." Optimus turned to see a single tear fall down the Doctor's face. "I lost my people, too; my whole planet. I lost my mother, my father, my wife, my children. I lost everything."

"H-How," he asked, "Can you live on like this?"

"You have to find something left to live for," the Doctor answered. "Find someone you love, someone to help fill the void. You can never replace those whom you've lost. But sometimes…" He locked eyes with Optimus, "Sometimes someone will come to heal the wounds."

Optimus looked down at this small, insignificant insect and saw… a friend.

"Thank you, Doctor."

**

* * *

**

****

Well, you just got some crazy comedy, some huge homages, and some grave grieving. I hope I made you cry when Prime found his dead father. It couldn't have been too much of a surprise, though. Ya'll knew it would happen; it was previously established canon! You may be wondering, however, why I didn't describe the events as they happened. What did Megatron do to Sentinel? Did he torture him? Did he actually do it himself? What were Sentinel's last words? More will be revealed in some flashbacks.

But on the subject of the soon-to-be-named Constructicons, you may have noticed that there are more than the seven who formed Devastator in

_**Revenge of The Fallen**_**. That's because I wanted to incorporate more Constructicon characters from various other sources. Currently, the Constructicons number at thirteen: Scrapper (a Cybertronic demolition thing with a chain mace/wrecking ball/thingamabob; the lower body), Hightower (a Cybertronic crane; the upper part of the left arm), Rampage (a mole drone AKA a drill; the lower part of the left leg and the left foot), Long Haul (A Cybertronic dump truck thing; the lower part of the right leg and the right foot), Scrapmetal (a Cybertronic bulldozer thing; the upper part of the right leg), Mixmaster (a mobile chemical cannon; the head), Tread (a drone thing with arms; the lower part of the right arm and the right hand), Trample (Tread's twin; the lower part of the left arm and the left hand), Kickback (basically a giant hammer with wheels; the upper part of the left leg), Demolishor (a Cybertronic excavator thing with one big wheel on either side; the left upper body), Scavenger (shares a body type with Demolishor, but is not his twin; the right upper body), Overload (a stag beetle-esque thing with a crane; the – erm – crotch, which doesn't have the wrecking balls seen in the movie), and Bonecrusher (a Cybertronic vehicle that looks despicably like a Buffalo MPV; the upper part of the right arm). Hoist, Grapple, and Longarm used to members of Scrapper's team, but they didn't agree with Megatron, so they left. Grapple used to help Mixmaster form the head (he'd have been Devastator's brain) and I'm not entirely sure where Hoist and Longarm would be, but they'd probably be the extra arms on Devastator's chin shown in some earlier concept art from the movie. Grapple, however, was the only one who was able to form Devastator's brain, and without him, Devastator's quite lacking in intelligence; now he's more of a really big dog than a **_**deus ex machina**_** warrior general. Devastator's original purpose, however, was not for war, but for demolition. He's kind of a sentient explosive. **

**WOW. That was a LOT of words. Did you actually read all those words? I highly doubt it. You should probably stop reading this Author's Note now. Really, you should. Why are you still reading? Go away; I need to finish my homework! Seriously! STOP READING!**


	10. Pledge Of Allegiance

**Well, we've had plenty of sentiment. How about some fun? Some good, old-fashioned, Grimlock-filled fun…**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter ****has**** been updated.**

* * *

The Doctor stepped back outside to where numerous rescue squads were searching for any more survivors. After a bit of searching, he found Rodimus speaking into his communicator.

"…So far, we've only found seven alive, and Gravitas is still in stasis-lock. It seems there was quite a battle here; we must have just missed it. But even Ultra Magnus didn't stand a chance against Grimlock."

"Who's Ultra Magnus?" the Doctor broke in, still quite ignorant of Cybertron's affairs. "And, come to think of it, who's Grimlock?"

"Ultra Magnus is the head of the Crisis Intervention Accord. They're the keepers of the peace here on Cybertron. When a conflict arises, they make certain it doesn't amount to war."

"Mighty good job they've done…" the Doctor mumbled, eying the battlefield.

"Well, we have had a few petty squabbles before, but nothing like this. This is a full-scale revolution. To answer your other question, though, Grimlock is the militia's top general. He's the head honcho of the armed forces."

"Wait," the Doctor was a bit confused now. "If you don't want war, why have an army?"

"Megatron insisted that it would be necessary to have at least a small array of trained elites to protect the leaders of Cybertron. So, Prowl formed the Royal Guard and Grimlock started the militia. But I still can't believe that Grimlock would turn on us…"

"You right," a deep, rough voice answered.

Everyone turned and gasped in surprise as a huge, bulky Transformer marked with a scratched out Decepticon insignia stepped out of the shadows. Like so many others of his species, he lacked a proper face, instead having a scarlet visor and a dark mouthplate with panels that glowed red in a manner similar to a Dalek's "ear-lights" as he spoke.

"Grimlock," Rodimus whispered, maybe to the Doctor, maybe to himself. This didn't look good.

"Me not betray Primes," he continued. "Me believe Megatron at first, but when he come, when me see him kill Sentinel Prime, me see how insane he gone. Megatron not just kill enemies, he torture them. Rip them apart limb from limb. But worst part still to come! He tear out spark of Prime; he _eat_ _it_! Megatron may have been leader once, but no more. He lost mind. No way me follow him now. And me Grimlock not alone! Others leave after Megatron's display of brutality!"

Out stepped four more former Decepticons, similar in appearance to Grimlock. "This my team," he introduced. "Here Sludge, Snarl, Slag, Swoop." Grimlock indicated each in turn. Sludge was as immense as Grimlock, but didn't seem too bright. Snarl looked a bit tougher than Sludge; his back and arms were lined with plate-like fins. Slag looked ridiculously stupid, and had a horn in the middle of his forehead. And Swoop had a crest on the back of his head and wings on the back of his back. It was obvious that Grimlock was their leader and the brightest among them, despite his jumbled speech pattern.

At that moment, Optimus joined them in what was left of the courtyard, and gasped at the sight of those whom he thought were still enemies.

To everyone's shock and disbelief, Grimlock drew a large sword from a holster on his back and held it out in front of him, kneeling before Optimus. After a moment, his troops clumsily mimicked his action with their respective weapons.

"Optimus Prime," he implored. "Me sorry now for what me allowed to pass. Wish Megatron not such good speaker. Maybe then none of this happen. But that behind us now; nothing change past."

The Doctor wasn't too sure about that, but he could feel it inside of him that this was how time was meant to unravel; this was all part of the natural current of events. The Doctor had been caught up in it, but he'd not caused it. He was glad to have this intuition that came with being a Time Lord. It meant that he was not responsible for the manifold deaths that had occurred here.

"Now me know truth," Grimlock continued. "Megatron wrong, you right. Allspark not real; him lost it. Megatron have screw loose. Now Dyno-Bots work for Prime, as it should be. You our leader; we follow your orders."

Optimus took the sword from Grimlock and held it up a moment. Then, he placed it on Grimlock's shoulder, saying, "Grimlock, commander of the Dyno-Bots, you have proven yourself worthy to return to us. Together, perhaps we can bring peace to Cybertron once again." He held out the sword to Grimlock. "But to do that, we must bear arms; defend ourselves and our brethren. Arise, General Grimlock, take your weapon and use it wisely." Grimlock did as he was told, and the other Dyno-Bots rose as well.

"I don't mean to contradict you on everything you think you know," the Doctor interrupted, "but if the TARDIS told Megatron the Allspark was real, then it's real. Megatron looked into the time vortex. The last one who did that became a goddess, but almost died in the process. For Megatron's sake and for the sake of all…" he stumbled, realizing that the word he was about to say didn't apply to Transformers. "…Robotity," he finally decided, "we have to get the TARDIS away from him. There's no telling what he could do with it, no telling what can be reached through the TARDIS's heart. I've suddenly got this egging feeling that something is very wrong."

At this, everyone gave the Doctor a look that seemed to ask "What was your first clue?" The Doctor disregarded this and continued. "No, I mean very wrong. More wrong than," he gestured to the carnage around him, "all this. Whatever Megatron's found, it's far more terrible than any of us could possibly imagine. There's something he's reached through the TARDIS, something corrupting him… I'm guessing cannibalism isn't normal for him?"

"Well, no…" Rodimus mumbled, scratching the back of his neck. "That's… new."

"Right," the Doctor smirked. "Well, something's caused a huge change in him, and the TARDIS just isn't capable of that sort of thing on her own. Something else must have access to the time vortex, something… dark. And whatever it is," the Doctor decided, "I'm guessing you probably don't want to know…"

**

* * *

**

Hooray for Grimlock! Now I'd better explain my "Dyno-Bot" references. Since the Transformers have never seen dinosaurs, the Dyno-Bots obviously don't transform into them (Picture something like the

_**War Within**_** series Dyno-Bots) so they aren't called "Dinobots." The "Dyno-Bot" idea is actually from a comic (maybe **_**War Within**_**; I'm not sure). It still sounds cool and makes sense. Now, on the little matter of Grimlock's mouthplate, it's exactly like the design seen in **_**War Within**_**, but I've added the little glowing teeth thing based on **_**War Within Animated**_**, a magnificent fan project from Black Bumblebee Productions. Look for it on YouTube and TFCog! (Yay, I'm advertising!)**


	11. Voices Of The Dead

**Now we can get back to Megatron. Be ready for some awesome flashback sequences (which are very difficult to do in writing!) **

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

Megatron simply stood there, not believing his optics. There, standing before him, was the Allspark. It was unmistakable. There was the massive Cube; there were the alien glyphs; there was the most powerful artifact in Transformer history.

And it was his. All his! Megatron let out a hearty laugh unlike any laugh he had ever laughed.

Except once, not long ago. In fact, it was earlier that day.

It was when he had killed his father. The scene flashed before his eyes for the second time that day; he relived every moment of it.

"_Megatron! So good to see you again!"_

Every word that he and Sentinel Prime had spoken during that final meeting rang through his audio receptors as though it were actually happening right there and then.

"_Father… I should have come long ago…"_

He could feel the rage swelling up inside him, the fury, the betrayal, the lust for spilt energon.

"_Something's troubling you."_

He had been betrayed by Sentinel the day his father named the heir to his title.

"_It should've been me."_

Why? Why had father chosen Optimus over him?

"_I don't understand…"_

Why did it have to be _Optimus_ Prime?

"_Had I not always been obedient to you?"_

Of course the old fool didn't answer. He'd betrayed Megatron just like all the others had.

"_Did I not complete EVERY STUPID TASK you put before me?"_

At home. At school. In council. Always, always betrayed!

"_Son?"_

Son. The very thought of their relation was like an insult to him.

"_NO! You expelled me from your family the moment you handed over your name!"_

Now was the time.

"_Son, I did what I had to. Optimus was ready. You were not. There is more to life than obedience, my son. More than loyalty, more even than justice. You must learn to give of yourself. That was something you never understood. You must learn to love."_

It was now or never.

"_I could never love ANYONE! And NO ONE will EVER love ME!"_

He drew his weapon.

"_You're wrong, my son."_

The mace went down upon his father's chest.

"_I forgive you…"_

Then it was over. But not over. Unsatisfied, he tore his father's corpse apart piece by piece until he reached the spark chamber. With that, in his frenzied state, he devoured the life-force of his father.

"Lord Megatron," Scrapper called, snapping Megatron out of his memory.

"What is it?" he growled, not pleased at the interruption.

"The Allspark has been fully-"

"I know!" he cut him off. He turned from the Cube and looked to the TARDIS. It was glowing suspiciously. "You feel it, too?" he wondered aloud. Megatron scooped up the TARDIS and looked into its heart once again. There, he saw his dark master. His master spoke to him through his mind; he told him how to set his master free from the temporal prison in which he was locked.

Megatron approached the Allspark and touched five of its glyphs in sequence. As he did, each symbol glowed a bright blue, growing in intensity until the entire Cube was ablaze with the light of a thousand suns.

"Yes…" came his master's voice, not from the TARDIS, but from a portal opening beside the Cube. A massive battleship emerged from the rift in time and space, his master aboard it.

An image of his face appeared on the side of the craft. It looked around for a moment, then spoke.

"Cybertron. Well… It's been a long time."

Scrapper and his team could only gaze in horror until Scrapmetal finally stammered, "Wh-What is that?"

"I," the face answered, "am The Fallen… And I have risen again!"

Megatron joined his master in a snicker of triumph.

It had begun.

**

* * *

**

**In case you couldn't tell, the stuff in italics was flashbacks. Generally, they alternate back and forth between Megatron and Sentinel, but Megatron goes twice in a row a few times. Hopefully, you were able to figure out who was saying what. I hope this scene was dramatic enough (often when I write I'm not satisfied with a climactic scene, whereas those who read it love it, so it's hard for me to tell whether or not it's lacking). On another note, I encourage you all reading this to make suggestions, speculate on the future, and point out any grammatical or spelling errors (especially that last one; I hate it when I have an error and must fix it immediately due to my OCD). Sometimes when I write, someone will make a suggestion or prediction that's far better than what I happen to have in mind, so please keep the comments coming!**


	12. Epiphany

**This scene is from Optimus Prime's perspective, but it has my 3 favorite Doctor moments. Enjoy!**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated.**

* * *

"You probably don't want to know…"

Optimus didn't like the sound of that. What could be so horrible that it would turn his brother into such a vicious, patricidal monster? What could it have tempted him with? Maybe the Doctor was right; maybe he didn't want to-

BLEEP-BEEP-EEP!

The sound of Prime's communicator rang through his audio receptors, interrupting his thoughts.

"What is it, Ratchet?" he asked the medic.

"Oh, good," Ratchet replied. "First Aid did repair your transmitter. Good kid. Some low self-esteem problems, but-"

"Ratchet," he interrupted.

"Eh? Oh," he realized, "sorry. Remember that bluff Megatron gave the planet about finding the Allspark?" He didn't wait for an answer; it was a rhetorical question. "Well, it wasn't a bluff."

"He's found it, then?"

"Indeed," he answered. "From the energy readings I'm getting, it's about as big as you. And it's active."

"What do you mean 'active'?" Prime asked.

"I mean there's a massive amount of Transwarp energy building up around it. I'm picking up more than 200 Destrons of radiation."

"If I didn't know better," the Doctor offered, "I'd say that was a rift in the dimension barrier."

"That's precisely what it is, Doctor," Ratchet answered. "Megatron's somehow used the Allspark to open a space bridge to another universe."

"Is there any way you could show me these readings?" the Doctor asked.

"One moment, please," was Ratchet's response. With that, Ratchet sent a new stream of information to Optimus, and he displayed it on one of the alternate optical panels located on his chest. The Doctor studied the data for a moment, and an expression of horror spread across his visage.

"He's opened a portal to the void… And something… is coming out of it…" he stammered.

Okay, Transwarp made sense. Dimensional rift he understood. But a void portal? Optimus Prime may have been the head of the Council, but he was no astrophysicist.

"I don't follow," he stammered, hoping that the Doctor could explain this in terms that he could understand.

"The void is like a nospace between dimensions," the Doctor answered. "It's an eternal nothingness that takes centuries to pass through. It's the main reason why it's nearly impossible to reach other universes. Once you're in the void, you're basically trapped there forever – unless you have some sort of void ship. It's so empty, so vast, so inescapable…" He paused for dramatic effect.

"Some call it Hell."

So _that_ was where this portal led. Now Prime was beginning to understand.

"So whatever's emerging from that portal," Ratchet realized, "has been imprisoned in the Pit – the Inferno – since… since…"

"Since before time began…" Prime finished.

"Again with the 'before time'!" the Doctor complained. "There is no 'before time'! There can't be!"

"Well," Prime explained, "according to our legends, the Cube is from before time. We know not where it comes from – only that it has the power to create worlds and fill them with life. That is how our race was born… According to the mythology, that is. But with the Allspark found… I'm not so sure it's a myth anymore…"

"Wait! Hold on! What? Back up!" the Doctor interrupted. "Cube? Did you say 'Cube'?"

"Yes," Prime answered, unsure where the Doctor was going with this uncharacteristically stupid question.

"Cube? Creates worlds? And fills them with life? Yes?" he asked, counting out the different aspects of the tale on his fingers.

"I believe I have already made this clear," Optimus groaned, slightly annoyed.

"Cube… Worlds… Life… No. Yes! No. It can't be – but it must! What else could it be? It was there – now it's gone. Set to _random_! Attracted to the- Oh! It's too obvious! I should've known! Look at me: I'm thick! My head's too full of- No; I've done that bit before…" The Doctor continued talking to himself in this manner and Prime eventually tuned out most of it.

"What is he going on about?" Ratchet asked.

"I'm not sure," he answered. "I think he's blown a fuse."

"I doubt Fleshlings have-" Ratchet began, but stopped after a new blip appeared on the screen. Prime recognized the ID code beside it, as did Ratchet. "Oh, no," Ratchet moaned in horror. "It's…"

"Devastator," Prime finished. "And he's headed straight for Iacon."

The Doctor didn't seem to have heard this vital piece of information; he was still mumbling something about "the Cube" and a "lost heart" and finally turned to Optimus, saying, "I need to get to that Cube!"

"I'm afraid I can't take you there," Optimus sighed regretfully. "Something far worse than a hundred Megatrons is headed straight for the capitol. I have to stop it."

"What is it?" the Doctor asked, apparently quite worried; he'd seen what Megatron could do, and probably had no clue what a gestalt was in the first place.

"He's called," began Optimus with a sinister tone, "Devastator. He's an unstoppable force like no other. A Transformer of gigantic proportion, big enough to swallow a small bot whole if he so desired. He's formed by fifteen normal-sized Transformers mashing together into what is called a gestalt. According to these readings, though, there are only thirteen of them present."

"It seems," Ratchet interrupted, "that Grapple and Hoist didn't take too kindly to Megatron's madness. They've abandoned the rest of their team."

"That's the first good news I've heard yet," Optimus smiled, relieved. "Without Grapple, Devastator won't be quite as intelligent as before. But we need to mobilize against this threat, Doctor. Devastator outranks the Allspark, I'm afraid."

"No, he doesn't," the Doctor contradicted, now more determined than ever. "I need to get to the Allspark _now_."

"I believe I can help with that," Ratchet offered from behind the Doctor, causing him to leap quite high into the air, screaming, "I've got a sonic thing!" and aiming a small sonic device at Ratchet in vehicle mode before recognizing who he was threatening.

Optimus felt inclined to laugh, and did so for a moment. But there were more important things to deal with now than the silly flesh creature's foolery.

"I'll take you to the Cube, Doctor," Ratchet offered. "But if Megatron's guarding it – and I'm sure he is – you'll need a way to defend yourself." Ratchet opened the back of his cab, and deployed a small drone, hollowed out with controls on the inside for the Doctor to drive it with.

"What is that?" the Doctor asked.

"I call it 'Autonomous Robot X'," Ratchet answered as he transformed back into robot mode. "It was meant to be a drone warrior that could be sent into battle to avoid any unnecessary loss of life, but I've modified it so that you can drive it from the inside. It'll serve as a suit of armor, complete with-"

"No," the Doctor answered shortly.

"What?" both Ratchet and Optimus started.

"I'll accept the ride," the Doctor explained, "but not that suit. I don't use weapons, Ratchet. I'm sorry, but it's against everything I believe in. If I go out there with that thing, then just what makes me better than Megatron?"

There was something strange about the way the Doctor had been acting, almost with a refined sense of purpose, as though he understood the sanctity of the Allspark.

"But he'll destroy you!" Ratchet protested.

"No," Optimus interrupted. "I've seen quite a lot of you today, Doctor – enough to know that this sort of thing happens to you on a very regular basis."

"What?" the Doctor asked innocently, "Fighting against impossible odds with just my clever head and a screwdriver?" He grinned. "I wouldn't have it any other way!"

The Doctor was a mystery that Optimus was certain he would never understand. He was someone who looked into the face of danger… and patted it on the head. He smiled, knowing there was no stopping that strange, little man.

"Go, then, Ratchet," Optimus ordered. "Take the Doctor to the Rust Sea and do what you can to assist him."

"Yes, sir."

As Ratchet transformed, the Doctor turned to Optimus.

"Thank you, Optimus Prime," he said, smiling widely.

"No, Doctor," Prime answered. "Thank you."

With that, the Doctor and Ratchet departed for the Rust Sea.

Prime then made arrangements to fortify Iacon's defenses. Eventually all was made ready, and with a final salute in the direction of Sentinel Prime's remains (now being carried off in a casket), he went on his way.

He had work to do. He had a city to save.

**

* * *

**

**My three favorite Doctor moments are as follows: 1 – the epiphany sequence; 2 – "I've got a sonic thing!" 3 – the "before time" complaint, a reference to "The Impossible Planet" and "The Satan Pit." The epiphany was **_**so**_** fun to write! It's the trademark David Tennant talking to himself at the speed of light with the camera angle changing to a different close-up on his face every other word. And my favorite Optimus moment is, of course, his recital of the intro to **_**Transformers**_**. Anyway, the Doctor obviously knows something about the Allspark, and you'll soon find out what…**


	13. Nostalgia

**Now we will hear The Fallen's tale…**

**P.S. As I've written more of this story, I've also gone back and made some revisions to past chapters. I'm in the process now of reposting the newer versions. This chapter has been updated, and is the last one that needed it. As of when I post this, you all can expect the next chapter very, very soon!**

* * *

Megatron watched as the newly-dubbed Constructicons left for Iacon. They were on a mission of destruction. Then, he returned to his master.

Megatron boarded the battleship. After walking a long way through the massive vessel, he finally reached what seemed to be the ship's brig. There, he found his master, not behind bars, but seated restfully in a great throne with wires and power cords all around him.

"Welcome, Megatron," The Fallen greeted. "I would rise to meet you, but I seem to be somewhat… tied up… at the moment." Megatron realized that some of the cords were connected to The Fallen himself, and others seemed to bind him to the chair. What Megatron had originally assumed to be a throne was, in actuality, a prison.

"You see?" his master asked rhetorically. "This," he gestured to the chair, "is what the Primes have done to me. I only tried to help Cybertron, but they betrayed me. What does it matter if the sun I tried to drain had a life-bearing planet in its system? 'Never destroy a planet with life,' Nova said. Well, it was an unjust law. We needed energon, and when we found it, what did they do? They said to leave it be. Fools!"

Megatron didn't understand much of his master's ramblings, but from it he gathered that The Fallen had been betrayed by several Primes, one of them called Nova Prime.

"But I'm raving on again, aren't I?" The Fallen asked. "Here, allow me to elaborate."

And so the story began. "Millennia ago, long before your father's father was spawned, there were seven Primes: Nova, Vector, Logos, Prometheus, Maximus, Jhiaxus, and myself. We were the first of our race, spawned from the spark of Primus himself, and separated from the later children of the Allspark to be the rulers of Cybertron. Nova was our leader, the 'primary Prime,' as Vector put it. But after a few hundred years of prosperity, Cybertron's energon supplies began to run low. So we set off to find a new source of energy, taking with us the schematics for a machine of Jhiaxus's design, the Harvester. It was a massive and ingenious device programmed to fire a beam of of such force into the heart of a sun that it would suck it dry of all its energy and convert it into energon cubes. It was a method that sufficed to keep our world alive for over a century, until, on one of my planets, I turned over a rock and found… an insect.

"This creature was pathetic, worthless, nothing! But Nova's one rule – to never destroy the sun of a life-bearing world – would have prevented me from draining the richest sun of all the ones we had come across yet. So I crushed the insect, and threw its body far out of reach of any of its kind, with the intention of never telling my brothers about the sorry thing. But its hive had other plans. They came in a swarm, searching for their lost comrade. Naturally, when they found me, they attempted to attack – and failed miserably. But as I was tearing one of them limb from limb, Nova came upon me. He was furious. He nearly killed me then and there. But I was too strong, even for him. So, he and the other Primes mobilized an army against me, never again calling me by name; now I was known only as The Fallen, because I had betrayed my brothers – or so they claimed.

"But I fought _for_ Cybertron, not _against_ it. After wiping out their pathetic army of traitors, I tried to set off the Harvester to gather energon for our dying world, but those idiot Primes stole its matrix in a last desperate attempt to save the futile lives of those worthless Fleshlings! Without that vital component, it had no power; it wouldn't work! But they did not simply incapacitate the Harvester; Jhiaxus destroyed all of his blueprints! With no way to create a new matrix, I tried to retrieve the original, but my brothers fled to some hidden corner of the planet and killed themselves, making a tomb with their bodies to shelter the matrix and keep it locked away from me. I and a select few of the Transformers still loyal to me scoured that globe for almost a year to find their tomb, but they had disguised it in such a way that it was impossible to find. I secretly returned to Cybertron to look for clues there, while my Seekers of the Tomb remained to search the planet alone.

"I later learned that they had hidden the location of their tomb in the strange, alien Cube that Primus had filled with his life-force and used to create the next generation of Transformers – the Cube that would later be known as the Allspark. After studying it for decades, I found the clue they had implanted into it – a riddle that could not be solved – but in the process, put the only remaining power source of Cybertron into a deep sleep. I was furious, and buried the wretched Cube deep in the Rust Sea where none could find it. This angered the Transformers even further, and they hunted me down to kill me. But instead, Nova's son, Bludgeon Prime, used his dark sorcery to put a curse upon me – a curse far worse than death.

_'When the last Prime is dead, and only then,_

_Will The Fallen be free to meet his end._

_To seal your fate, I leave this mark,_

_The risen Prime will crush your spark.'_

"He bound me here in this chair, never to escape until the last of the other Primes' descendents were extinct. Furthermore he banished me to that wretched Pit of a dimension – a void of endless nothingness.

"But now, thanks to the TARDIS and the Allspark's recovery, I have escaped that Inferno. Now the last Prime must die so that I may be free. And then, we shall return to that wretched planet and reunite with my Seekers, and together, Megatron, we shall find the matrix and claim that sun for ourselves. And, at last, Cybertron will be made whole again. Then, I shall live forever, immortal unless struck down by a Prime, and they will all be extinct!"

"But master," Megatron interrupted, fascinated by this tale of ancient Primes and a dark curse, "the curse spoke of a risen Prime. Does this mean that, once Optimus is dead, he shall be resurrected to kill you?"

"To prevent that," The Fallen answered, "Every Prime's corpse must be completely destroyed. That is why Devastator has been sent to Iacon: to obliterate your father's remains…"

Suddenly, an alarm blared, announcing the presence of an intruder. Megatron looked at the viewscreen displaying the Allspark outside, and saw the interlopers.

"Doctor…" he growled. "Today, you die."

**

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**

**Next time: What is the Heart of Gallifrey – and what does it have to do with Cybertron? We'll soon find out. Maybe. Soon-ish. We'll see…**

**So that's his story. I've heard a lot of complaints about what The Fallen was doing for the first movie, so I thought I'd explain it: he was bound to that chair. He only got out of it when Optimus died, so I thought, "Oh, he can't leave until the Primes are all dead." The question was why he was trapped by a Prime's existence and why only a Prime could kill him. After a lot of stupid-sounding logical reasons (Primaphobia, a secret code in the DNA of all the Primes, a forcefield around each of the Original Seven Primes that only a Prime could penetrate…), I decided upon an illogical one: magic! Why not? The Fallen can use his staff to levitate things, so why not say it's mystic? In the end, I promoted Bludgeon to Prime status and had him curse The Fallen. Basically, the rhyme says that he's trapped until all the Primes are dead and he can't be killed until a Prime is raised from the dead to kill him after he escapes. Hm… Déjà vu, anyone? That's what happened in the movie, isn't it? And the whole backstory The Fallen gave was fun, too. We've heard Jetfire's version, but now we've heard it straight from the horse's mouth. I even named The Seven! Jhiaxus is a reference to a (non-Prime) character from the **_**Generation 2**_** comics, Nova Prime is from the **_**Generation 1**_** comics (particularly the **_**Spotlight**_** series), Vector Prime is from **_**Cybertron**_**, and Maximus Prime is sorta named after the Liege Maximo (another fallen member of The Thirteen imagined by Simon Furman from a post-**_**Generation 1**_** comic whose name I can't remember). I was originally going to have an Elita Prime, but The Fallen's reference to his "brothers" ruined my evil plans. Oh, well.**


	14. Battle Of Words And Wits

**And now, after a very long time… AN UPDATE! I suggest that you GO BACK AND RE-READ THE PREVIOUS CHAPTERS, AS THEY HAVE BEEN ALTERED QUITE DRAMATICALLY. Particularly, the past two or three chapters have been changed. A scene was added to chapter… 11, I believe.**

**Anyway, now that you've reviewed past events, enjoy!**

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The Doctor simply stood there, not believing his eyes. There, standing before him, was the Heart of Gallifrey. It was unmistakable. There was the massive Cube; there were the ancient glyphs; there was the most powerful artifact in Time Lord history.

And Megatron had it.

"This is most definitely not good…" the Doctor finally decided.

Just then, Megatron burst out of the massive void ship that was parked beside the Allspark. He appeared to be running in the Doctor's direction, mad-eyed and ready for the kill.

"Very not good," he grinned nervously.

"I'll handle this," Ratchet decided. He morphed his hand into a machine gun.

"No guns!" the Doctor complained. "Didn't you listen to anything I-?"

Megatron's arms came together and formed a weapon much larger than Ratchet's. The Doctor was wise enough to leap away just as it began to glow. Ratchet, however, was not so lucky. A huge beam of energy blasted from what seemed to be some sort of fusion-powered cannon. It struck Ratchet's chest, leaving quite a large hole. Ratchet fell to the ground, alive, but unable to move. He seemed to be in some sort of a stasis-lock.

"You pull out a gun, you make yourself a target," the Doctor frowned, shaking his head.

"Now, Doctor," Megatron grinned, pointing the fusion cannon at him, "it's your turn to die…"

The Doctor took another look at the hole in Ratchet's chest. Yeah… He wouldn't be regenerating from that. The Doctor ducked behind the Heart of Gallifrey and pulled out his sonic screwdriver.

"Megatron!" he yelled. "You have no idea what you're dealing with! This Cube isn't Cybertronian, it's from my planet! The Heart's not a weapon or a power source, it's-"

An explosion in the ground beside the Heart cut him off in mid-sentence.

"All right," he mumbled. "I tried."

He jumped out from behind the Heart and switched on his screwdriver. Megatron froze, and fell to the ground, locked in the same stasis as Ratchet.

"All right," he admitted, "I lied. It's _mostly_ harmless. Doesn't kill, doesn't maim, but it is _very_ good at switching things off."

Suddenly a display appeared on the side of the massive battleship. A terrible face glared down at the Doctor. This must have been what had come from the void. It stared for a long moment, looking deep into his eyes. Suddenly, the Doctor felt the Decepticon probing his mind, searching for an identity. Before the Doctor could lock him out, he found what he was looking for, and retreated in shock. Apparently, he hadn't known who he was dealing with or how he had reached Megatron. But now he knew. And he looked… terrified. The Doctor had been able to get a name out of the invading consciousness, however. But his name wasn't what he called himself. Like the Doctor, he'd earned his own name: The Fallen.

"Time Lord…" The Fallen hissed angrily.

"Oh, yes!" the Doctor beamed. "And YOU," he realized, "seem to be quite good at accomplishing the impossible. First-off, you've accessed the heart of my TARDIS from beyond this universe. Second, you've traveled to this universe, and third (this is the big one), you've got something that doesn't exist."

"The Allspark, I presume," The Fallen answered. "I can assure you, Doctor, it is very real."

"Allspark? Where'd you get that from? Legend? Storybooks? Religion?"

"You mock my world…" The Fallen growled.

"Consider it an honor!" the Doctor grinned. "Not everyone lives long enough for me to mock them… But that's no Allspark. That's the Heart of Gallifrey. And it's not real. Least, not anymore." He remembered that dark day in the history of his home. "See, in the last days of the Time War, the Heart of Gallifrey became a major target. The Daleks, the Nightmare Child, the Quintessons… Everyone wanted it! …But it was no one who managed to get it. The Could-Have-Been King sent his army of Never-Weres to Gallifrey's core and they took the Heart before we even knew they were there. From that point on, the Heart of Gallifrey ceased to exist. But it wasn't just destroyed. It never was… Just like them."

"A tragic tale, I'm sure," The Fallen scowled. "But obviously untrue."

"No, I was there," the Doctor sighed, wishing The Fallen were right. "I saw it happen. After the Heart was gone, Gallifrey became corrupt. It was the Heart of Gallifrey that kept the planet pure. But it also kept Rassilon from waking up. After he returned to power, Gallifrey was never the same…"

"Enough!" The Fallen shouted. "Here is your TARDIS; take it and go! Leave our world in peace."

"Peace?" the Doctor mocked. "You call this peace? This is the beginning of a war. Granted, it would've happened if I'd come or not, but I'm still a part of it."

"I give you one last warning," The Fallen threatened, "Leave now or be destroyed."

"Now, see, that's another thing," the Doctor noted. "If you're this mighty, ancient _deus__ ex __machnia_ warrior that you're making yourself out to be, then why haven't you killed me yet?"

The Fallen gave no answer. He simply scowled.

"That's what I thought," the Doctor grinned. "You're trapped in there, aren't you?"

Again, no response.

"But you're still a problem. One that I've caused. I could leave you here, but that wouldn't be right. I reckon I owe old Optimus Prime a favor since my TARDIS was what allowed you to corrupt Megatron."

He paused, waiting for The Fallen to say something.

"Right again, aren't I?"

"You have a grating habit of being so," The Fallen hissed crossly.

"Now, let's see if I can guess how you got yourself stuck in the void, shall we? 'Cause "The Fallen" wasn't the only thing I got from you when you were probing my mind. I know who you are. I know your name."

"And I know yours…" The Fallen bragged.

"But what's in a name? The Doctor? The Master? The Beast? …The Fallen? In the vast scheme of life, a name is just a way to distinguish one person from another. But, sometimes, names are significant. Think of the coincidence of your name: Megatronus Prime."

The Fallen growled, almost as though the name was painful to him.

"It's not often, I bet, for two Transformers to have such similar names. You're Megatronus, he's Megatron – I'll bet that never happens…"

"Bludgeon foretold it," The Fallen replied.

"Ah," the Doctor beamed, "Bludgeon Prime." He remembered the name from what he had seen of The Fallen's memories. Bludgeon Prime was his nephew, so to speak. His nephew who had imprisoned him. "He was a sorcerer, wasn't he? I'll bet he'd have loved to meet a Carrionite!"

"Enough of your rambling!"

"No, no! I'll keep it brief. I've got it now. Bludgeon trapped you in that ship, yes?"

The Fallen said nothing to deny it. Which meant "yes."

"And then, he banished you. Sent you to Hell, never to return… Yet here you are."

"All thanks to you, Fleshling," The Fallen answered. Judging by the way he said the word "Fleshling," the Doctor guessed it was a derogatory term.

"Oi," he retorted, "watch it. Don't make me any more upset with you or you'll sorely regret it." The Doctor still wanted to try and resolve this _without_ killing anyone.

Not likely to happen.

"Now," he went on, "Judging by the fact that the Heart of Gallifrey has embedded itself in your culture and was in your planet at the same time as it was supposed to have been in mine… But mostly by the fact that it's twenty feet away from me, I'm going to say that when the Could-Be-King captured the Heart of Gallifrey, he didn't wipe it out of existence, he just wiped it from Gallifrey's history. Which still leaves the Heart floating around somewhere – namely, Cybertron. And on Cybertron, it gained a new history and a new name. And gave your planet new life."

"So it did," The Fallen half-shrugged, "and now it is _mine_!"

"Oh, really?" the Doctor asked, walking towards the Heart. "So what are you going to do with it?"

"I will use the Allspark to destroy the Primes and usher in a new age on Cybertron. With the Cube's power, Cybertron can be revitalized, and then, Cybertron shall rule the universe. For I know that there are other worlds, with other life-forms – lesser life-forms – that could threaten our existence. But not under The Fallen's rule. I shall lead Cybertron across the stars to enslave the galaxy, to rule all the wretched insects with an iron fist!"

"So," the Doctor commented half-heartedly, studying the Gallifreyan glyphs covering the Cube, "this does concern the rest of the universe and not just Cybertron?"

"Of course!" The Fallen answered. "And you can do nothing to stop me! Megatron may have fallen to your weapons, but not I! I cannot be destroyed! Until a Prime kills me, I am immortal!" He laughed. But it was the laugh of an old being. One who had seen far too many years.

The Doctor touched a few of the symbols in a sequence, and a faint, green glow surrounded the Heart of Gallifrey. It took a moment before The Fallen realized what the Doctor was doing.

"What are you doing with my Allspark?" he bellowed.

"See, that's the problem with all you power-crazy masterminds," the Doctor grinned, backing away from the Cube as the green glow increased in magnitude. "You start talking and don't even notice when you've already been defeated. See, you mentioned the Cube's power, but what you didn't know was that it was filled with not only life energy, but plasma energy as well."

The Fallen's eyes widened in horror. "No," he whispered, "No. No! NO!"

"I'm guessing you know what happens when you aim about four thousand joules of plasma energy at a starship's Transwarp generator?"

"NNNNNOOOOOOOOO!"

As The Fallen screamed in defiance, the plasma energy shot out of the Cube and hit its target, causing The Fallen's ship to overload and sending it hurtling through space, never to return.

"That's what happens," the Doctor grinned.

**

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**

THE DOCTOR VERSUS MEGATRON AND THE FALLEN! Really, who had any doubts as to the winner of that battle?

** I realize the Megatron battle was rather anti-climactic, but come on, Doctor + giant robot = sonic. Actually, that was my mom's idea. I stupidly had the concept of putting the doctor in a robot suit and having a giant droid death match with Megs. How lame and uncharacteristic that would have been! And as for the following battle… Never gloat, villains. NEVER. You will inevitably lose faster if you gloat.**

**Anyway, I hope you all liked the history lesson. I just love the concepts of the enemies of Gallifrey in the Time War: Nightmare Child, Could-Have-Been King, Meanwhiles, Never-Weres, they're just awesome.**


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